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Cohen Circle Acquisition Corp., a Cayman Islands blank check company, files its annual report describing its structure and search for an initial business combination. The SPAC targets financial technology and adjacent sectors and has generated no operating revenues, expecting revenue only after completing a merger.
The company raised $253,000,000 by selling 25,300,000 units at $10.00 per unit in its July 2025 IPO and a concurrent private placement of 720,000 units for $7,200,000. After reserving $10,780,000 of deferred underwriting fees, it cites $242,220,000 available for a business combination, largely held in a trust account.
As of March 24, 2026, there were 26,020,000 Class A ordinary shares and 8,673,333 Class B founder shares outstanding. The completion window runs to July 2, 2027, extendable to October 2, 2027 if a definitive business combination agreement is signed, after which the SPAC must complete a deal or liquidate.
Cohen Circle Acquisition Corp. II Schedule 13G/A reports that a filing group led by Integrated Core Strategies (US) LLC, Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander jointly disclose beneficial interests in Class A Ordinary Shares.
The cover entries show Integrated Core Strategies (US) LLC with 1,341,219 shares ( 5.2% ), and Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander each with 1,391,219 shares ( 5.3% each ). The filing explains these positions arise from entities over which Millennium-affiliated managers have voting and investment discretion and attaches a Joint Filing Agreement dated March 9, 2026.
Cohen Circle Acquisition Corp. II reported that it may be treated as a passive foreign investment company (PFIC) for U.S. tax purposes and has issued its PFIC Annual Statement for fiscal year 2025 to Class A shareholders.
The statement supports an optional Qualified Electing Fund (QEF) election that each shareholder must make individually, if desired. For 2025, the PFIC table shows ordinary earnings of US$ 0.0010790114 and no net capital gains, cash distributions, or property distributions.
Lighthouse Investment Partners and related funds reported a significant minority stake in Cohen Circle Acquisition Corp. II. As of December 31, 2025, Lighthouse, North Rock and several Cayman Islands segregated portfolios together beneficially owned 1,354,079 common shares, representing 5.35% of the company.
The group reports no sole voting or dispositive power, but shared power to vote and dispose of all 1,354,079 shares. Lighthouse acts as investment manager or platform services provider to the underlying portfolios and may be deemed to control them. The holders certify the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Cohen Circle Acquisition Corp. II.
Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander have filed a Schedule 13G reporting beneficial ownership of 1,324,919 Class A ordinary shares of Cohen Circle Acquisition Corp. II, equal to 5.1% of the class, as of the event date of 01/28/2026.
Each reporting person reports no sole voting or dispositive power and shared voting and dispositive power over 1,324,919 shares. The filing explains that these securities are held by entities subject to voting control and investment discretion of Millennium Management LLC and affiliated managers, and states this should not itself be viewed as an admission of beneficial ownership. The filers certify the shares were not acquired to change or influence control of the issuer.
Cohen Circle Acquisition Corp. II filed its Q3 2025 report, reflecting SPAC-stage results driven by trust interest. The company recorded net income of $2,279,555 for the quarter, primarily from $2,585,138 of interest earned on marketable securities held in its trust.
The SPAC completed its IPO on July 2, 2025, selling 25,300,000 units at $10.00 each, and placed $253,000,000 into the trust account. Class A ordinary shares subject to possible redemption were 25,300,000 at a recorded redemption value of $255,585,138. Cash held outside the trust was $1,751,613 with working capital of $1,825,625 as of September 30, 2025, to fund target search and diligence.
Deferred underwriting fees totaled $10,780,000, and total transaction costs were $15,752,775. As of November 13, 2025, there were 26,020,000 Class A ordinary shares and 8,673,333 Class B ordinary shares outstanding.